A Law Firm at the Intersection of Business and Technology

Monthly Archives: April 2014

The American Psychiatric Association published a new edition of the Diagnostic and Statistical Manual of Mental Disorders (aka “DSM-5”) in May 2013, which serves as guidelines to diagnose mental disorders.

The 2013 DSM-5 identifies a myriad of new mental diagnoses, including binge eating, premenstrual dysphoric disorder, and “mild neurocognitive disorder,” which rather vaguely refers to a person who may struggle a bit to learn, remain attentive, or remember things, but does not have any other mental disorder and is able to live without assistance.

So how does DSM-5 affect businesses and, more specifically, employers? Right now, it does not. But it may soon.

The Americans with Disabilities Act and the ADA Amendments Act prevent employers from discriminating against employees because of the employee’s disability and require the employer to reasonably accommodate an employee’s disability. While DSM-5 does not directly affect the laws that comprise the ADA, it is anticipated that courts will use the expansive diagnoses identified in DSM-5 to broaden the definition of “disability” under the ADA and the ADA Amendments Act, although it will probably take several cases before it is clear how DSM-5 will affect the ADA and the ADA Amendments Act. The inevitable result will most likely be be an increase in lawsuits because of an employer’s failure to accommodate an employee’s disability.

Practically, this means that employers need to make sure that they have written guidelines and policies identifying how to apply for and accommodate employee’s requests for accommodation. Employers also need to make sure the employees handling the applications and accommodations and properly trained on how to do so.

For more information about the DSM-5 and its diagnoses, you can read the Diagnostic and Statistical Manual of Mental Disorders yourself at http://www.dsm5.org. For assistance in protecting your business and ensuring that your employment policies comply with the law, talk to an employment lawyer at Briskin, Cross and Sanford.

In Georgia, the annual filing deadline for a business entity’s “Annual Registration” with the Secretary of State is usually April 1st; however, for the past two years the Secretary of State has extended the deadline to May 31st.

The filing fee required with the filing of the Annual Registration will be $50 in most instances (i.e., if there are no prior unpaid fees), or $30.00 for nonprofit corporations.

Please note that if our Firm, or any one of our attorney’s, is currently listed as your registered agent, you should update the registered agent name to BCS Corporate Services, Inc. This is our Firm’s subsidiary that now exclusively handles these services. This also applies to companies that currently list Penn Law Firm, P.C.

If you have any questions about Annual Registrations or have trouble with the registration process, please feel free to call our office.

If we currently represent you and you would like to request that we file the Annual Registration for you, please contact Stacy Pettefer by email at spettefer@briskinlaw.com and confirm at the same time:

(i) the principal office address of your entity;

(ii) the name and address of your registered agent (if it is not Briskin, Cross & Sanford, LLC); and

(iii) in the case of a corporation (rather than an LLC), the names and addresses of the President/CEO, Treasurer/CFO, and Secretary.

Does My Company Need to File an Annual Registration?

Most U.S. states require registered businesses to maintain current information with that state’s office of the Secretary of State.

In Georgia, all Corporations must typically file an Annual Registration within 90 days of the filing of their Articles of Incorporation (unless the Articles were filed between October 1 and December 31, in which case the Corporation is required to file its Annual Registration the following year by the April 1st deadline).

LLCs are not required to file an Annual Registration during their first calendar year.

In short, this year (2014):

All LLCs and Corporations formed in (or prior to) 2013 must file an Annual Registration by May 31, 2014 (for Corporations incorporated after October 1, 2013 or LLCs organized at any time during 2013, this will be the first Annual Registration).

LLCs formed on or after January 1, 2014, will not have to complete an Annual Registration until April 1, 2015.

Late registrations are subject to penalty fees of $25.00, and failure to file or keep registrations current can lead to the Secretary of State changing your business’s status to “Administratively Dissolved.” An “Administratively Dissolved” corporation or company may not transact business in Georgia or use the Georgia court system but may be reinstated within a certain time period upon certain conditions and the payment of a fee (you should contact us at once if your company has been administratively dissolved).

Once you have filed your Annual Registration, the Secretary of State will immediately consider your entity to be in “Active/Compliant” status; however, although your Annual Registration is considered paid the minute you file and pay online, the online record may not update immediately and may take a day or longer to reflect your “Active/Compliant” status.

You should also file an additional Annual Registration at any time during the year (and pay the $50.00 fee) to update the information on record if it is no longer accurate; however, you cannot pay for future years, and filing more than once in a year will not change your obligation to file the following year.

Who Files the Annual Registration?

Although we serve as registered agent for many of our clients, the filing of the Annual Registration is the responsibility of the members, managers, officers, or directors of the business. This ensures that the primary purpose of the Annual Registration is served: to accurately update your business address and officers’ names and addresses and to confirm or appoint a new registered agent for the service of process.

These records are public and should only be updated by an authorized person. They may also be used in determining, among other things, which jurisdiction your business will be subject to in a court of law.

Notice

The Secretary of State typically notifies businesses of the Annual Registration deadline by sending a postcard to the business address listed in its records. Please note that some companies imitate these notices. Any notice not from the Secretary of State is a solicitation. Please feel free to contact us if you are uncertain about a notice you have received.

Other States

If you are registered to do business in more than one state, you may need to file an Annual Registration in each state in which you are registered. Also, if you are transacting business in a state with which you are not officially registered, please contact one of our attorneys, and we can assist you with coming into compliance and protecting your interests in foreign states.

Briskin, Cross & Sanford, LLC is a Business, Commercial, and Technology firm that has built a full-service business practice representing privately held companies and their executives, including many start-up businesses and technology firms across North Metro Atlanta and the surrounding areas.

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This blog is for informational and educational purposes only. No duties are assumed, intended, or created by this blog. If you have not executed a fee contract or an engagement letter, this firm does not represent you as your attorney. You are encouraged to retain counsel of your choice if you desire to do so.